Sec. Any business organization formed under the laws of a state other than Texas is considered a foreign entity. Foreign Qualification refers to the process of obtaining a Certificate of Authority for a foreign entity. September 1, 2009. (XLS, 63kb). Can I file an application for registration online? However, the licensed professional should contact the Texas board or licensing authority for the profession regarding other legal requirements that must be met before rendering services in Texas. Luckily, foreign entities (including corporations) are allowed a registration grace period of 90 days after they begin conducting business in Texas. (3) any debts, liabilities, obligations, and expenses incurred, contracted for, or otherwise existing with respect to the company generally or any other series shall be enforceable against the assets of that series. (E) engaging in any combination of transactions described by this subdivision; (13) investing in or acquiring, in a transaction outside of this state, a royalty or other nonoperating mineral interest; (14) executing a division order, contract of sale, or other instrument incidental to ownership of a nonoperating mineral interest; (15) owning, without more, real or personal property in this state; or. (f) If the address stated in a certificate of withdrawal under Subsection (b)(6) changes, the foreign filing entity or foreign limited liability partnership must promptly amend the certificate of withdrawal to update the address. 6, eff. Foreign qualified Texas companies can also continue to operate in their home states. Hi Adada, yes, an LLC with a foreign registration has to file the Annual Report (or similar requirement) in the foreign state (if such a requirement exists). A foreign business trust has been required to register with the secretary of state if it is transacting business in Texas since January 1, 2006, the effective date of the BOC. Upon approval of form 304, youll receive a Texas Certificate of Authoritywritten permission from the Secretary of State to transact lawful business in the state. FAX: 512/463-5709 Filing Fee: $750 1. Changes the business or activity stated in its application for registration. SUBCHAPTER C. REVOCATION OF REGISTRATION BY SECRETARY OF STATE. (b) The amount of the late filing fee is an amount equal to the product of the amount of the registration fee for the foreign filing entity multiplied by the number of calendar years that the entity transacted business in this state without being registered. (a) Except as provided by Subsection (b), a foreign entity may not conduct in this state a business or activity that is not permitted by this code to be transacted by the domestic entity to which it most closely corresponds, unless other law of this state authorizes the entity to conduct the business or activity. LLCs that register after the deadline may also be required to pay a civil penalty equal to the total taxes and fees that would have been imposed from their required registration date. . The total fee for converting a Texas corporation to a Texas limited liability company is $600. 9.106. (g) A certificate of withdrawal does not terminate the authority of the secretary of state to accept service of process on the foreign filing entity or foreign limited liability partnership with respect to a cause of action arising out of business or activity in this state. (16) acting as a governing person of a domestic or foreign entity that is registered to transact business in this state. 1737), Sec. The late filing fee is equal to the registration fee for each full or partial calendar year that the foreign entity transacted business in Texas without being registered. The fee for registration is $200 for each general partner that resides in Texas, but no less than $200 and no more than $750.
